Smart Contracts: Interpretation and Rectification

Abstract

The advent of smart contracts presents several problems for the traditional law of contract. One of the most pressing issues is how the forensic process of interpretation needs to change in order to accommodate contracts written in computer code. Not only is the language of smart contracts unlike the human languages with which courts are used to dealing, but its logical architecture also differs. This means that enlisting the services of an expert to provide a literal translation for a judge to interpret is unlikely to be helpful. The development of a “reasonable coder” test would seem to be a viable means of proceeding. The self-executing nature of smart contracts means that, in the case of executory agreements, rectification may well become a more widely-used remedy.